SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* ANGELO GORDON & CO LP/NY (Last) (First) (Middle) 245 PARK AVENUE, 26TH FLOOR (Street) NEW YORK NY 10167 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/11/2011	3. Issuer Name and Ticker or Trading Symbol ShengdaTech, Inc. [ SDTHQ ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) See Remarks	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
6.5% Senior Convertible Notes Due 2015	(1)	12/15/2015	Common Stock	2,470,356	$6.07	I	See Footnote(2)

1. Name and Address of Reporting Person* ANGELO GORDON & CO LP/NY (Last) (First) (Middle) 245 PARK AVENUE, 26TH FLOOR (Street) NEW YORK NY 10167 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See Remarks

1. Name and Address of Reporting Person* ANGELO JOHN M (Last) (First) (Middle) 245 PARK AVENUE, 26TH FLOOR (Street) NEW YORK NY 10167 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See Remarks

1. Name and Address of Reporting Person* GORDON MICHAEL L (Last) (First) (Middle) 245 PARK AVENUE, 26TH FLOOR (Street) NEW YORK NY 10167 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See Remarks

Explanation of Responses:

1. The 6.5% Senior Convertible Notes are convertible by the holder at any time.

2. These securities are held for the account of certain private investment funds for which Angelo, Gordon & Co., L.P. ("Angelo, Gordon") acts as investment adviser. John M. Angelo is a managing member of JAMG LLC, which is the general partner of AG Partners, L.P., which is the sole general partner of Angelo, Gordon. Mr. Angelo serves as the chief executive officer of Angelo, Gordon. Michael L. Gordon is the other managing member of JAMG LLC and is the chief operating officer of Angelo, Gordon.

Remarks:

Remarks: The Reporting Persons had a relationship with other security holders of the Issuer who, in the aggregate, may be deemed to beneficially own, as a result of their ownership of convertible debt securities of the Issuer, more than 10% of the Issuer's common stock as determined under Section 13(d) of the Securities Exchange Act of 1934. Each of the Reporting Persons disclaims membership in a "group" with those security holders as that term is used in Section 13(d) and denies that it, or any entity for which it serves as investment manager, is subject to Section 16 of the Securities Exchange Act of 1934 with respect to its ownership of or transactions in equity securities of the issuer. Each of the Reporting Persons is filing this Form 3 for informational purposes, and the filing of this Form 3 shall not be deemed an admission that the reporting person is a member of such a group or is otherwise subject to Section 16. The filing of this statement shall not be deemed an admission that any of the Reporting Persons is the beneficial owner of any securities not held directly for its account for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise. Exhibits: Exhibit 24.1 - Power of Attorney Exhibit 24.2 - Power of Attorney Exhibit 99 - Joint Filing Information

	/s/ Kirk Wickman, as Attorney-in-Fact of JAMG LLC, General Partner of AG Partners, L.P., General Partner of Angelo, Gordon & Co., L.P.	10/11/2011
	/s/ Kirk Wickman, as Attorney-in-Fact of John M. Angelo	10/11/2011
	/s/ Kirk Wickman, as Attorney-in-Fact of Michael L. Gordon	10/11/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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